


On A Fall Morning

by Moonheart13



Series: Seasons Change [4]
Category: OK K.O.! Let's Be Heroes
Genre: Accidental Exposure Scene, Changing Clothes, First Kiss, First Time, Frottage, Hand Jobs, Intercrural Sex, Love Confessions, M/M, Plenty of Awkwardness, Some angst here and there, Some fluff too, Tender Sex, inner thoughts, lots of feelings, some playful dirty talk, venomous cannot stop thinking about how cute box is, virgin character
Language: English
Status: Completed
Published: 2020-01-03
Updated: 2020-01-03
Packaged: 2021-02-27 09:28:22
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 6,767
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22104823
Author URL: https://archiveofourown.org/users/Moonheart13/pseuds/Moonheart13
Summary: On an early fall morning, after a relationship upgrade, Boxman and Venomous decide to take things one step further.
Relationships: Lord Boxman/Professor Venomous
Series: Seasons Change [4]
Series URL: https://archiveofourown.org/series/1493324
Comments: 13
Kudos: 94





	On A Fall Morning

Boxman had never really been one for romance. After all, he was such an eccentric person, such efforts seemed pointless on people that didn’t understand him. Sure, he was attracted to people--plenty of people--but in the end, he knew it would usually never work out. Heck, most of the time, the people in question didn’t even like him back.

Then, Professor Venomous stepped in and all his walls crumbled.

It was foolish, he knew, but he could never seem to help himself. The man was the very definition of the phrase ‘tall, dark, and handsome’. The first time he met him at one of Cosma’s gatherings, he’d nearly collapsed from his own awe and nervousness around the man.

He wanted more than anything to have the professor like him. To see him as more than just ‘a guy who makes toy robots’. He had so much more to offer.

Then, he did.

With every meeting, Venomous had seemed to grow fond of him. So fond, that he continued to order his robots, calmly responding to Boxman’s emails that he could take his time with the shipments. After all, he needed his robots for ‘classic acts of villainy’.

Even more so, granting him the powerful bio-chip for his precious (although short-lived) Junior. Venomous had made such a thing before, such as for Billiam’s servants, but Bill had been forced to cost an arm and a leg to have them installed. Venomous literally gave Boxman his own as a  _ gift _ .

And then, to top it all off, allowed the man a place to stay with him when he was at his absolute lowest. It had taken little convincing to get Venomous to agree, thank Cob. He’d almost blown it (literally) when he accidentally destroyed Venomous’ home, but he’d had a back-up plan just in case things went too sour. After all, if his self-discovery trip had taught him anything, he finally recognized how destructive he could be to the people around him.

The strangest part of all was that not only did his invention for Fink make Venomous happy as he hoped it would, it reaped the most incredible and unexpected benefit.

A partnership.

With Venomous’ wealth, Boxmore could continue its business of fighting those Plaza Bozos and keep the factory running at its proper speed.

And really, everything was going great! After finally gaining his father’s approval, Darrell had been thrilled to show Boxman all his plans, leading to some oddly pleasant conversations about the business itself. Boxman found enormous joy in sticking it to the very villains that fired him, happily milking his regained position. And tormenting the plaza was, of course, still the best way to put a smile on Boxman’s face.

However, the one thing that he wasn’t sure how to feel about was, surprise-surprise, Venomous.

He still adored Venomous, that could never change, but the two had been dancing around each other. Something unspoken lying between them that neither seemed willing to speak about. 

***

It had only been a few days since he’d taken back Boxmore and Venomous moved in, bringing Fink along with him. Everything had been awkward with his robot children for a whole two minutes before they excitedly dogpiled on their father, much to his annoyance. Then, housing was given to the newcomers of the factory and soon, everything seemed as back to normal as they could be. 

Boxman was in his main workshop, typing his heart away at his computer. He heard the door swish open, followed by the familiar beat of Venomous’ boots. Boxman tried to ignore the skip his fragile heart gave as Venomous stepped next to his chair.

“New rockets for Raymond?” the professor spoke, glancing up at the screen.

“Yes!” Boxman answered immediately. “He’d been asking for new weapons way before I lost my job. Figured it was about time.”

Venomous held out a plate in front of him, a cheese melt taking residence. Boxman’s eyes lit up at the sight. “Hey! Who told you this is my favorite work-time snack?”

The professor blinked at him, tilting his head. “I...didn’t? This is what I usually have when I work.”

The two stared at each other for a few moments.

They broke eye contact, Boxman feeling his cheeks warming up. Venomous let out a cough into his fist, his skin turning a light shade of maroon.

“Well, anyways, I just figured you might be hungry.”

“You were right! Thanks!”

Another moment of silence.

“I’ll, erm...leave you to it, then,” Venomous said, heading for the door.

“Okay! Bye!” Boxman called out.

He was alone again, glancing down at the cheese melt.

He let out a soft sigh, picking it up and taking a bite. Venomous had clearly ordered it from the best takeout place money could buy and Boxman felt his taste buds sing with delight. Yet, the rest of his body was dulled and unsatisfied. 

What was going on? Venomous and him had more in common than either had realized. From their shared love of destruction to agreeing that kale was a sin against all living creatures.

Yet things had turned so awkward. Every time they had these connecting moments, they only became more and more...weird.

Was it him? Was he doing something wrong? What if Venomous decided this was too much? What if he ended their partnership? What if--

The door swished back open. Boxman barely had time to fully look up before Venomous’ lips were  _ on his _ . 

Boxman froze, cheese melt still in his mouth, fingers twitching at his sides. A million thoughts passed through his brain, all of them indecipherable.

Venomous pulled back, his cheeks very dark as his hands left Boxman’s cheeks. The man was glancing down at the ground, hair brushed over his face. “Umm…”

Boxman gazed at him, his vocal chords unable to work. His mouth opened and closed slightly, wanting to speak, but the words did not come.

“Sorry, I--” Venomous cut himself off again, looking to the side. “I’m--I’ll just--” He turned around, heading for the door, a hand moving over his face.

Boxman’s clawed hand tightened against the arm of the chair. “PV?” he called out.

Venomous stopped, still faced away from Boxman. The cyborg pushed himself out of his seat, finally forcing the cheese melt down his throat. He walked over to him, touching the tips of his index fingers together. 

“Venomous?” he asked, trying to get a reaction.

“We can forget that happened,” Venomous said, his hands tightened at his sides.

“...I don’t want to,” Boxman found himself saying.

Venomous slowly turned, glancing at him slightly. “...you’re sure?”

“I  _ would  _ like to know what that actually was,” Boxman answered, stepping a little closer.

The professor averted his gaze again, clearing his throat. “Something I’ve been...thinking about doing,” he replied.

“And now that you’ve done it?” Boxman asked curiously, trying to keep the hopeful tone out of his voice.

“I mostly feel foolish for the way I did it,” Venomous admitted.

Boxman quirked a tiny smile, taking one more step so that the two were now mere inches apart. “You shouldn’t be. If anything, I feel foolish for not doing anything.”

Their eyes met again and Boxman could see Venomous visibly gulp. Did he really make the man nervous? He had that ability? Come on, Box. Open up that little box of charm that you’ve stored away for all these years.

“If, umm...if it’s any consolation, I would like to do that again,” Boxman said, his back instinctively tensing up.

He saw Venomous’ eyebrows turn up in surprise. “You...would?”

Boxman gave a shy nod, his heart pounding against his ribcage.

Venomous moved even closer, lowering his body back down so that he was closer to Boxman’s face.

Boxman could feel his blood boiling through his person, just knowing his poor hands were becoming sweaty. Was this really happening? Had he simply fallen asleep in his workshop?

Oh, these questions didn’t matter any longer. Venomous’ eyes had slipped shut and he was leaning in again, slower and gentler this time. Boxman’s own eyes shut, wanting to savor this--

“Daddy!” a familiar voice cried out. “Fink won’t let me co-op with her!”

“You don’t even know what co-op means, you metal bucket head!” another voice rang out.

The two men immediately pulled from each other. Boxman coughed and Venomous cleared his throat again.

“We should, uhhh--”

“Take care of, erm…”

The two nodded awkwardly before leaving the room.

***

Boxman sat at his desk, drumming his fingers along the wood. After breaking up the fight between Darrell and Fink, Venomous had disappeared. Boxman hadn’t been sure how to take that and ended up wandering the factory. 

No sign of the man, which only made his heart drop into his stomach. Maybe Venomous had been sleepwalking? Maybe it had been a bet? Oh, that rat bastard Billiam had made a bet with him, hadn't he? Or was it Cosma? She'd taken too much pleasure when she fired him. Wait. No.  _ Vormulax. _ That cobdamn bitch--

His office door opened. "Boxman?"

Boxman had only just grabbed a stack of papers, the pile being thrown up in the air in surprise. He managed to grab them, the papers falling against each other in perfect pattern, with a deep exhale.

"Oh! Sorry, I probably should have knocked--"

"No, no, no, it's all good!" Boxman placed the stack down, clearing his throat. "Just, erm, jumpy, you know." He let out a nervous chuckle, mumbling stupidly under his breath.

Venomous stepped forward, moving around Boxman's desk. He took a seat on it, looking down at Boxman.

And yes, a handsome man seated on his desk? Oh, boy, was he in trouble.

"Box," Venomous mumbled, glancing down, "Look, about earlier, I really didn't mean to make things weird. Our business relationship can just stay as it is. Just two co-workers, running a business and cooperating with our employees."

Boxman blinked up at him. "Well...is that what you want? To just be business partners?"

Venomous met his gaze, faltering for a moment before replying, "I...I don't really know."

Boxman gripped his claw and hand together tightly. Now or never, Boxy-baby. "Well, I like you," he stated. "Like, a lot." He paused. "Okay, you probably knew that, but I've liked you for a really long time. And if there's a chance that you're even a little interested…" He shrugged, looking down at his desk. "I just, I like you, okay?"

There was a pregnant period where the office seemed so silent, it actually made a shiver go down Boxman's spine. Why wasn't Venomous saying anything? Did he step over the line? Oh, maybe Venomous was just being nice and trying to politely tell him 'hey, I kissed you because I was curious and now I'm feeling instant regret so let's just forget about this whole mess'?

"...I really like you, too."

Boxman looked back up, meeting Venomous' uncharacteristically shy gaze. He was smiling sheepishly, rubbing the back of his neck. "You do?"

Venomous nodded. "I do. You're...cute. You're really cute. And passionate and confident and chaotic and evil and funny and--" His clawed fingers were twiddling together. "I've been thinking about kissing you since you blew up Billiam's yacht."

Boxman's jaw dropped. "You--the--and--...what?!"

Venomous chuckled. "Yep."

"This really isn't, like...a joke?"

Venomous furrowed his brow. "Why would I joke about this? Also, I don't really tell jokes. I'm not very good at them."

"So you...really like me?" Boxman asked. "I just--I'd really like the clarification one more time."

The smile returned. "Yes, Boxman. I like you."

"Wow…" Boxman mumbled, leaning back in his chair.

Him. Venomous liked  _ him _ . For actual realsies. 

"So," Venomous said, "Returning to the reason I came in here...how would you like to proceed moving forward?"

"...I'd like to go for that kiss again," Boxman answered, feeling braver.

Venomous grin grew as he lifted himself from the desk...only to slide into Boxman's lap. Boxman's eyes widened, a soft wheezing sound escaping him.

"A kiss, you say?" Venomous replied, a hint of a smirk on his face.

"I, well...I had cheese in my mouth last time so..." Boxman said without thinking.

The professor gave a soft laugh at that and then, they were kissing again.

With his faculties working much better this time, Boxman's arms wrapped around Venomous' waist. He returned the kiss, his heart billowing up like a balloon.

He had a very limited understanding of what he was doing. His lip movements were hesitant and nervous. He wanted this, badly, yet the looming fear of Venomous getting annoyed or bored would not leave him.

However, he felt Venomous' hands cup his cheeks, holding him in place. He kissed him softly a few times, flighty smooches. Then, he pressed their lips together a bit harder, tilting his head against Boxman's lips. 

Slowly, the lord pieced together that Venomous was  _ teaching _ him how to kiss. Boxman picked it up quickly, doing his best to mimic the man's movements. Then, somewhere in the midst of their kissing, he didn't have to do much thinking anymore.

***

Venomous had no idea what he was doing.

A part of him scolded himself for the decisions he’d made in the last week. Taking in Boxman, going into business with Boxman,  _ making out  _ with Boxman.

He was being completely unprofessional, unguarded, and an utter fool.

However, the other part of him was over the moon.

He felt light and happy. Starry-eyed and heart like a pink fuzzy. He'd taken to singing in the shower again. He couldn't recall the last time he'd done that.

He was being ridiculous.

He'd been unable to help himself. Being in close quarters with the man he'd developed a crush on didn't help get rid of said crush. And after not hearing anything from Lord Boxman for months, he'd really missed the man, despite how much he'd denied it.

And he enjoyed being around Boxman. Since their mutual declaration, they'd been spending much more time together. Some time was just sitting and talking or plotting how to attack the plaza. Other times…well, they were having a great deal of fun introducing their tongues to each other.

Venomous felt young again. He felt the courage to be silly again. He felt  _ right _ .

Boxman had always done this to him. Ignited a spark in him that he thought had been doused long ago.

It wasn’t even close to the same spark he’d felt all those years ago as a hero.

It was something new.

Something fresh and exciting and  _ real _ .

***

Venomous tugged his lab coat off, hanging it on the nearby rack inside his and Boxman's shared bedroom. That familiar niggling feeling returned (it had been bothering him for almost a month now), like a furious itch that he needed to scratch. Yet, no matter what he did on his own, it would not be so easily silenced.

The decision to start sharing a room hadn’t been planned. The two had spent so much time talking and cuddling in the late hours over the past week that they’d taken to falling asleep together. So rather than go back and forth, they might as well just plan to sleep in the same space together. Plus, Venomous would be lying to himself if he said he didn’t love waking up to Boxman every morning.

He put the niggling feeling out of his mind as he slipped off his boots before heading down the hallway. After a short walk, he ended up in Fink's bedroom, a tiny room that Venomous suspected had been a closet before they'd moved in. It was cozy enough for someone as small as Fink and she didn't seem to be complaining.

His minion was seated on her bed, viciously tapping the buttons to whatever videos game she was currently in the middle of, her brow narrowed in concentration.

"Fink," Venomous spoke out, "Bedtime."

She looked up, her expression a little startled. "Oh! Sorry, Boss." She placed the videos game down on the nightstand before she cuddled under the covers.

"You brushed your teeth and combed your hair?" Venomous asked, glancing at the small collection of books he'd made sure to re-buy for Fink.

"Yep!" she chirped, looking proud to do as he told her.

He took a book, moving to sit beside her on the small bed. She laid her head against his arm as he began to read to her.

His voice moved on autopilot, droning through the story. He could feel her drifting against him until he heard a soft snoring noise. He only had a few pages left, closing the book and slowly getting up. He was careful to lay her head gently against the pillow before tucking her in properly.

Venomous gave a smile, pressing a soft kiss on her forehead. He placed the book back on the shelf, turned her night light on (her cool light show, she wasn't a baby anymore, Boss), and slipped out the door. He left it open a crack before sighing softly.

He hoped Fink was adjusting to Boxmore alright. She seemed to be getting along just fine with the robots...well, except for Darrell. The pair were like two alphas in a wild fight. Hopefully they'd get over it soon so they could properly work together.

He headed down the hallway, back to his room. He opened the door, only to let out a surprised yelp.

Boxman was already there and currently changing.

Currently naked.

"Ah! PV!" Boxman squeaked out, quickly holding his discarded pants over himself. However, the damage had already been done.

"Sorry!" Venomous cried out, quickly slamming the door shut. He stood on the other side, breathing heavily. Sure, he'd seen Boxman shirtless before, even with nothing but a towel. Although never entirely nude.

The door opened and Boxman, now clad in his pajamas, looked at Venomous shyly. "Sorry about that. I should have locked the door."

"No, no. I should have knocked first," Venomous insisted.

The two gazed at each other before they both smiled softly.

"It was bound to happen sooner or later, right?" Venomous replied.

"Yeah, we were kinda askin' for it," Boxman chuckled.

“Let’s just get to bed,” Venomous replied, moving past him to get his clothes together and change in the bathroom. “It’s been a long day.”

“Right, PV.”

***

The window at the end of the bed had its curtains opened slightly, allowing just enough moonlight to stream into the room. A leaf would fly by every now and then, the signal that fall was not yet over. Both Boxman and Venomous had faced away from each other after a goodnight kiss and made sure their individual alarms were set.

But neither were even close to dreamland.

Boxman was stuck laying there, replaying the earlier scene over and over in his mind. The scenarios were running wild through his head. What if he hadn't covered up? What if he hadn't been so embarrassed? What if he'd invited Venomous to come closer?

He may be a confident man, but his weakness had always been the professor. It was amazing he could remember to speak half the time in his presence. And now here they were, running a company together, sharing a bed, and  _ dating _ .

Oh, no. No, no, no. Boxman shifted slightly, trying to will the beginnings of a hard-on to go away. It did him no good as he only thought more about Venomous. His soft skin, his sharp teeth, his voice that made Boxman want to drop to his knees.

On the other side of the bed, Venomous was having similar thoughts. His mind's eye staying on the quick glimpse he'd seen of his partner's cock. It hadn't been hard considering the man had only been changing, but even soft, it still appeared impressive.

It wasn’t like he’d never thought of it before, they were dating, after all. During a very heated make-out session, Venomous could swear he’d felt the beginnings of a hard-on before Boxman had pulled away, twittering nervously. He’d wanted to try to pull him closer, maybe slip a hand down there...

Shit. He knew what was happening and there was nothing he could do. Perhaps he could slink off to the bathroom, get rid of it, and come back to bed. But what if he got too loud? What if he woke Boxman up and--

He felt a shift nearby. He arched an eyebrow.

Then, his eyes narrowed. This was ridiculous. This was a serious courtship. Venomous might as well just ask him. If there was anything he’d learned from his last relationship, it was that keeping secrets would do much more harm than good.

Venomous slowly rolled his body over to face Boxman. He could see Boxman's body tense up slightly, even though the man wasn’t facing him.

Curiously, he whispered, "Box? Are you awake?"

There was a pause. Then, a soft reply of, "Yep."

Venomous worried his lower lip. He curled a little closer. Their bodies still weren't touching, but his breath was most definitely hitting Boxman's neck.

"I really am sorry about earlier."

"D-Don't be," Boxman replied.

"I didn't want to embarrass you...for what it's worth, your body is very lovely."

Silence filled the room.

Venomous waited. 

"You're being way too nice," Boxman finally said.

"Nice? Me? I'm insulted," Venomous replied, his voice teasing. "And I mean it. If I'm being honest, I can't stop thinking about it."

"...really?" The older man's tone was so hopeful, so surprised, even a little scared.

Venomous reached a hand out, laying it on Boxman's shoulder. "Really. You might not know this, but I have a bit of a thing for you, Box." The professor gave a shy chuckle. "I am sorry if this is too much--"

"No!" Boxman coughed. "No, I mean, it's not. It's...I love it."

Venomous smiled, moving his body even closer, his chest now flush against Boxman's back. "Boxy, would you be okay with me...showing how I feel about you?"

His hand trailed down Boxman's side, moving to rub over his belly. Boxman's breath hitched as his body tensed again.

Venomous stopped his motion, starting to pull his hand away when Boxman's hand shot out. He grabbed Venomous hand, putting it back, managing to say, "No, no! I mean, yes. Yes, I...I want you to, Venomous." He made a noise and Venomous could see he was burying his face into his pillow. "I'm sorry, this is just--I’m nervous."

Venomous' smile returned as he brought his body fully against Boxman. Enough that Boxman would certainly have to feel his half-hard cock against his rear, despite their clothing. "That's okay. If you want me to stop, I will."

Boxman's hand still held Venomous' in his grip. "...you really like my body?"

Venomous placed a kiss to his neck, delighting in the shiver that followed. "I do. I love when we cuddle together. You’re all comfy and warm.”

“You don’t mind my, erm...puff?” The cyborg’s voice was laced with insecurity and Venomous was quick to nuzzle against his neck.

“I  _ love _ your ‘puff’,” Venomous replied with a chortle. “You’re so soft and I adore that.”

Boxman let out an embarrassed squeak and Venomous could see with the little moonlight that his partner was blushing like mad.

“You’re so cobdamn cute,” Venomous said, pressing a few more kisses to his neck. His hand resumed its motion, rubbing over Boxman’s belly.

He could feel the tension started to seep out of the other man, the way Boxman relaxed into the bed. Venomous’ hand traveled lower as Boxman’s hand went limp, passing over his navel. "Mmm, Boxy. Can I touch you?"

"Y-Yes. Please…"

Venomous’ hand went down Boxman’s pants, finding his half-hard cock and rubbing it with his fingers. "Oh my...you feel so big~"

Boxman let out another squeak at the words, yet Venomous could feel the organ give a twitch. He smiled horribly, licking up Boxman's cheek. "Do you like when I talk about your big cock~?"

Boxman's breathing grew rapid and he nodded vigorously. He was too embarrassed and aroused to speak, it seemed. Well, that wouldn't do.

"Say it, Boxy-baby," Venomous purred as his thumb rubbed the head of Boxman's cock, just the way Venomous himself liked it. "Tell me how much you love having your big cock talked about?" His voice was gentle and deep, dripping out like wax from a candle.

"PV…" Boxman whined and the sound was delicious to Venomous' ears.

"PV what?" he teased, pressing another sloppy smooch to his neck.

"I l-like when you--ah!--talk about m-my cock…"

"Your  _ big _ cock," Venomous corrected him.

"B-Big c-cock," Boxman stuttered out.

Venomous leaned over, finally able to look at his partner's face properly. "Is this okay?" he asked, dropping his seductive side for a moment. "Is it too much?"

Boxman was panting hard and as he opened his eyes to look directly at Venomous finally, a smile crossed his face. "It's too much," he answered, "And not enough. D-Does that make sense?"

Venomous pressed a kiss to his lips. "It does. I want to make it enough for you." His hand sped up its motion, tightening his grip. “What would you like? Tell me and I’ll do it.”

Boxman breathed rapidly as Venomous’ hand had become faster. “I...I don’t know,” he laughed, a little hysterically. “I feel like I’m d-dreaming.”

Venomous hummed, watching his partner’s blissed out expression. “It's your dream come true, then." He chuckled at the corniness of his own statement.

Boxman let out another laugh, sounding more like a wheeze than anything.

Better not overwork him too quickly, professor.

Venomous began to slow his efforts down, drawing an adorable whine from his bed partner. "Shhhh," he whispered, leaning in to kiss him. "It's alright, Boxy. I'll take care of you."

A whimper echoed in Boxman's throat and Venomous quite suddenly found the man's arms wrapped around him. His body was crushed against Boxman's, breaking the kiss as Boxman buried his face into Venomous neck.

Venomous' brow furrowed at the change before he heard a soft sniffle from the man. "Box…?"

"I'm s-sorry…" he mumbled. "Ah, shit, I'm ruining it…"

Venomous pulled back to look Boxman in the face. He wiped away some of the snot he could feel on his neck. "What's wrong, Boxy?" he asked, cupping the man's cheek. He'd released his cock for the time being.

"Just--" Boxman wiped at his eyes, looking angry at the sight of his own tears. "This is all a lot and I'm feeling so much right now and--" The poor man couldn't seem to find the words.

Venomous tilted his chin up. "Of course it is," he replied. "I'm your first, aren't I?" He'd never quite asked it out loud before, but there had been multiple implications from some of Boxman's offhand comments and lack of experience with sexual content.

Boxman winced at the question, looking ashamed. "Yes…" he mumbled.

Venomous moved to sit beside Boxman, taking his hands. "Box, you don't need to be embarrassed."

"Come on, PV," Box scoffed, sniffling again, "I'm 35+ and I've  _ never _ done it. The farthest I ever got to third base was with Melanie Karpinski in high school. And that was a trainwreck."

"So what?" Venomous shot back. "I don't care if you haven't done it. Or if you didn't make it all the way with 'Melanie Karpinski'. You're here with  _ me _ right now." He looked directly in Boxman's eyes. "And besides, if this means I get to teach you what I know about sex, then I find that exciting."

Boxman's brow raised. "You...do?"

"It is an enticing thought to be the one to guide you along," Venomous replied. "And I meant what I said." He lifted Boxman’s hands, placing a kiss to each of his knuckles. "I'll take care of you, Box."

Boxman blinked at him before smiling bashfully, rubbing his hand over his nose. "You...you don't have to do that."

"I want to," Venomous replied, curling an arm around him and pressing a kiss to his forehead. "This thing? Between you and me? I'm taking it seriously."

Boxman's face grew red as he glanced down. "Erm, well...sorry about the freak out."

"I'm used to your freak outs, Boxy," Venomous replied, his voice filled with fondness.

"Come on, I don't freak out that--...okay, yeah, I do freak out a lot. I just don't usually cry about it."

"I like that you're emotional," Venomous admitted gently. "Whether you're screaming over the plaza or crying in our bedroom at two in the morning." He ran his own hand down Boxman's body, traveling over his thigh. "Out of curiosity, would you like me to start teaching you?"

Boxman smiled crookedly, his tears now gone. He looked up at Venomous. "Sure thing,  _ professor _ ."

"Oh, don't say that," Venomous purred as his hand slipped back to his partner's cock. "I'll get much too worked up."

"Maybe I  _ want _ you to get worked up," Boxman replied. He seemed to be testing the waters for both of them. He was trying to find his role in the bedroom.

How adorable.

"I'd rather save that side of me for another time. I don't think you're quite ready for that, young grasshopper."

Boxman let out a giggle, followed by a high-pitched moan as Venomous' hand glided over his member. Venomous bit into his lower lip, watching the other man enjoy his attentions. Then, he asked, "Dear, you wouldn't happen to have any lubrication in here?"

Boxman pointed down to the lowest drawer in the nightstand on his side of the bed, mumbling something that sounded like, "He called me 'dear', huhuhu…"

Venomous got off the bed, shuffling his hand around in the drawer before his fingers closed around the bottle. "Here we are," he said, hopping back up on the bed and squeezing a bit out onto his hand. "This will feel even better."

He clicked the cap back on, placing the bottle nearby on the bed. Then, he climbed atop Boxman, laying himself on the man's thighs. His hand leaned back, resuming its efforts, now accompanied by the slick lube.

Boxman let out a sound of surprise, eyes wide before they slipped into a half-lidded bliss. "F-Feels good…"

"Told you," Venomous chuckled, pressing a gentle kiss to his lips.

He kept up with his efforts a while, watching Boxman lose himself in delight at the attention. His partner cried out a few times at a specific stroke or a hard thumb over his tip, but mostly tried to remain quiet. After all, there were children in the factory so they couldn't be too loud.

But Venomous had been thinking about this for much too long. He'd even started this because of his own neglected dick. He could even hear the faint rattle of his tail shaking.

"Boxy?"

"Yeaaaaaaaah…?" Boxman replied, his jaw hanging open with a goofy smile.

_ So cute. _

Venomous removed his hand, patting the side of Boxman's face. "Honey, come back to reality for a minute."

Boxman blinked, his eyes refocusing on Venomous. "Huh? Oh. Hi~" he said with a dumb giggle.

"Hi," Venomous replied with a laugh. "I need to talk to you about something pretty important."

"Okie dokie. What's up?"

"Well, have you thought about...how you want this?"

Boxman looked clueless. "Uh, well, so far I don't have any complaints?"

"Alright, let me try it this way; do you want to be fucked or fuck me?"

His partner's eyes widened as he stuttered out, "O-Oh…"

Venomous panicked slightly. Shit, had he gone way too far? "We don't have to do anything like that! I just--I wanted to ask. It's okay if you don't have an answer."

"I just...didn't really think about it, I guess," Boxman said honestly. "I mean, whatever you want is okay with me. Really." He gave a nervous, yet genuine smile to the man atop him.

The professor returned the grin, a hand stroking Boxman's cheek. "If that's the case...I'd like to make love to you."

Boxman's face grew a bright red and he covered a hand over his mouth. "O-Okay," he replied, voice muffled.

"Here," Venomous said, moving off of him. "Let's lay like this." He resumed his first position, curled right up behind Boxman. "We don't have to go fast. Nice and slow, alright?"

Boxman nodded silently, his eyes showing their relief at Venomous’ patience.

Venomous gripped onto Boxman's hips, running his hands over them as he fully tugged his pajama pants down. Then, he wrapped his arms around Boxman's waist, pushing his mostly hard, yet covered, cock against his rear.

Boxman let out a soft wailing noise. "O-Oh…" he breathed out.

Burrowing his face against Boxman's neck, Venomous repeated the gesture. It drew the same noise, Boxman's voice whimpering softly.

"Do you like it?" Venomous asked softly.

He could see Boxman nodding eagerly. So he began to move in a rhythm, pressing against his ass and rotating his hips slightly. The bed was creaking slightly below them as Boxman began moving with him, pushing his rear into Venomous' clothed cock. 

Venomous letting out a hard grunt as his member throbbed. "Box," he whispered, "Can I--?"

"Anything you want," Boxman replied immediately, his voice breathless, "Anything."

Well, how could he not take advantage of that response?

Venomous released Box, forcing his pants and boxers down in a quick motion, a small groan leaving him as his cock was freed. He managed to get them off his person, resuming his efforts. He pressed his dick against Boxman's rear, covered only by Boxman’s underwear.

The two resumed their grinding, Boxman suddenly panting hard and Venomous could feel him sweating. He nuzzled his face just below one of Boxman's ear plates, pressing a kiss to the skin.

He saw a flash in the corner of his eye, followed by intense rattling.

"More?" Venomous asked, his voice sounding dry.

"PV--!" Boxman moaned out. "I--I need--agh!--fuck--" he cried, teeth grinding together. He was squirming in Venomous' hold, his rear pressing backwards with desperation.

Venomous moved his hand to Boxman's underwear, tugging it down as he waited for any protests. None came, however, as Boxman shifted his body, trying to get the offending article off quicker.

Soon, it was off, and with the exception of their nightshirts, they were both fairly naked.

Venomous pressed up against Boxman again, lowering himself down a little and pressing his member in-between Boxman’s legs. A huge part of him wanted more, but he was too desperate to take time preparing Boxman. This would work better, just for right now. And it would be less overwhelming for his partner. Just enough.

“Squeeze your legs together, Boxy,” Venomous whispered.

Boxman obeyed, letting out an interested moan. “Oh, that... _ ohhhh _ …” Boxman’s voice shook as he shifted his legs slightly, feeling Venomous’ member.

Venomous hissed at the friction, planting sloppy, open-mouthed kisses to Boxman’s neck. Then, he began to thrust. He angled his hips up, pressing his cock against Boxman’s balls. 

Boxman let out a wailing noise in the back of his throat, trying to keep his mouth shut. One of Venomous' hands found a home at Boxman's front, intertwining with Boxman's own taloned fingers. His arm was nestled against the softness of Boxman’s feathers. Venomous tried not to cry out either, but the sweet friction was too delicious.

He buried his face hard into Boxman's neck, letting out a chorus of groans. His free hand left Boxman's hip, wrapping around his neglected cock. Boxman barely stifled a scream as he wriggled like mad, taken over by pleasure.

"PV!" he whispered, body shaking, "I'm--I think I'm--"

"It's okay, Boxy," Venomous whispered back, his hand stroking vigorously as his own orgasm approached, "I've got you."

Then, Boxman was coming. His cum shot out in thick spurts, hitting the floor at the side of the bed. His mouth opened wide in a silent scream, face scrunched up. Then, he was panting, gripping onto Venomous' hand like a lifeline.

Venomous was not far behind. With only a few more thrusts, he came, his own release joining Boxman's down below. He growled, eyes rolling up in the back of his head briefly as he heard his tail crack like a whip behind him.

Eventually, the two returned back to reality, the room filled with their panting. Venomous lifted his face away from Boxman's neck, pulling his softened cock from its place.

Upon inspection, Boxman looked  _ dazzled. _

His face was slack, yet a dreamy grin laid there. His eyes looked starry and a bit distant.

Venomous smiled tiredly, leaning down to place a kiss on his lips. Boxman returned the kiss with a delayed reaction, his hands reaching up to cup Venomous' face.

The two kissed gently, tongues sliding across each other's lips without rush. Venomous pulled back only to lay down, curled up at Boxman's side.

Neither said a word for a while, just lying there together. Outside, it was still dark, the stars twinkling. 

Boxman shifted to face Venomous, their bodies intertwined. "Can I tell you something?"

"Hm?" Venomous said, brushing one of Boxman's green strands of hair out of his eyes.

"...I love you," Boxman stated, quickly looking down once it was said. "A-And not just--for this, you know. I've loved you for a while and that's, like, a really big thing for me and, I won't be mad if you don't feel that way, if you're not ready or just don't--"

Venomous cut him off, pressing another sweet kiss to his lips. "I feel very much the same, Box," he said with a smile.

Boxman's perplexed gaze turned into a look of adoration. He buried his face against Venomous' chest, letting out a soft mumble.

"What was that?" Venomous replied.

Boxman pulled back just a little to whine out, "Why did you have to be so perfect?"

"I...I'm not perfect, Boxy.”

"But--"

Venomous pressed his index finger to Boxman's mouth. "Please," he requested gently, “Some people might like to hear that, but...not me. I can’t.”

Boxman’s brow was furrowed, but he gave a nod. He didn’t push the matter, only grinning as he pulled Venomous into another hug. “I love you,” he said again. “I love you, I love you, I love you,” he continued to say, nuzzling Venomous. “It just feels really good to say it.”

Venomous smiled, running a hand through Boxman’s hair. He pressed a kiss to the top of his head, arms wrapped around him. “I like hearing it.”

The two laid there together, sharing each other’s warmth, their hands petting and stroking.

“PV?”

“Hm?”

“Are we moving...too fast?”

“Is that what you think?”

Boxman shrugged. “I don’t know. I’ve never had this. And this thing I feel with you, I  _ know _ I’ve never felt with anyone else.”

Venomous pondered Boxman’s question. Indeed, any outside viewer would see them as rushing things. Rushing into sharing the same space, becoming physical, and revealing intense feelings.

For a moment, Sparks flashed through his mind.

No. No, this wasn't like her and Laserblast. They'd been too young. Laserblast had been too unhappy. He'd been too secretive. Much too insecure and false.

Boxman had won Venomous over. With his insane determination and chaotic enthusiasm, he'd legitimately wooed Professor Venomous. There’d been no jealousy or inadequate feelings. Instead, there was admiration and respect, perhaps even a feeling of equality between them. Not only that, but he made Venomous want to be better. To do more. To break out of the life he'd been in for the past 6-11 years. To be happy again.

And this time, there wouldn't be secrets.

He'd tell Boxman about his past. About his connection to KO. Not tonight, not after so much. But he would.

"I've rushed before," Venomous said, "And this isn't like that."

Boxman looked at him and out of the corner of the professor's eye, he could see the question on Boxman's face. Yet, nothing was pressed.

"Do you want to slow down?" Venomous asked.

Boxman shook his head. "No. Not for a second."

Venomous smiled, pressing another kiss to his head. "Good. That makes two of us."

Boxman snuggled against him, a wide smile on his face. Outside, it was still dark, but the moonlight had waned, leaving the room practically pitch black. Venomous shut his eyes, melting into the warmth of his partner.

Maybe they were being foolish. And unprofessional. And completely ridiculous.

But neither had been this happy in years.

**Author's Note:**

> Okay so I know I cheated a little bit with the title here. But I had this idea in my head for a little while and I thought it would be fun to end this particular series on a prequel!
> 
> Thank you to everyone who has supported this series and helped me in my journey to finish it! Every kudos and comment and bit of advice--it's all helped motivate me!
> 
> Thank you all for reading! And please comment! And happy new year!!!


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